This Precedent is an agency agreement for use where a principal manufactures and/or sells goods and authorises an agent to market and procure orders on behalf of the principal (subject to the principal’s acceptance), also referred to as a sales agency agreement or a sales and marketing agency agreement. An option is also provided where the agent will enter into sales contracts on the principal’s behalf (where authorised). This is primarily a pro-principal Precedent, but drafting options for agents are also provided. In this Precedent, the principal appoints the agent as its exclusive agent, which means that the agent has exclusive rights over the sale of the products in a particular geographic territory, market sector or group of customers, and the principal is restricted from directly selling, or appointing another agent to sell, the products in the territory (subject to applicable competition laws). This Precedent assumes the agent is a commercial agent under the Commercial Agents (Council Directive) Regulations 1993, SI 1993/3053.